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EXHIBIT 10.1
 THE CORPORATE EXECUTIVE BOARD
DEFERRED COMPENSATION PLAN




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TABLE OF CONTENTS
 Page
 ARTICLE I TITLE AND DEFINITIONS
    
    
    11.1
    
    
    Definitions
    
    
    1ARTICLE II PARTICIPATION
    
    
    4ARTICLE III DEFERRAL ELECTIONS
    
    
    43.1
    
    
    Elections to Defer Compensation
    
    
    43.2
    
    
    Investment Elections
    
    
    6ARTICLE IV DEFERRAL ACCOUNTS AND TRUST FUNDING
    
    
    64.1
    
    
    Deferral Accounts
    
    
    64.2
    
    
    Company Contribution Account
    
    
    74.3
    
    
    Trust Funding
    
    
    7ARTICLE V VESTING
    
    
    8ARTICLE VI DISTRIBUTIONS
    
    
    86.1
    
    
    Distribution of Deferred Compensation and
Discretionary Company Contributions
    
    
    86.2
    
    
    Reserved
    
    
    106.3
    
    
    Hardship Distribution
    
    
    106.4
    
    
    Inability to Locate Participant
    
    
    10ARTICLE VII ADMINISTRATION
    
    
    107.1
    
    
    Committee
    
    
    107.2
    
    
    Committee Action
    
    
    107.3
    
    
    Powers and Duties of the Committee
    
    
    117.4
    
    
    Construction and Interpretation
    
    
    117.5
    
    
    Information
    
    
    117.6
    
    
    Compensation, Expenses and Indemnity
    
    
    127.7
    
    
    Quarterly Statements
    
    
    127.8
    
    
    Disputes
    
    
    12ARTICLE VIII MISCELLANEOUS
    
    
    138.1
    
    
    Unsecured General Creditor
    
    
    138.2
    
    
    Restriction Against Assignment
    
    
    138.3
    
    
    Withholding
    
    
    148.4
    
    
    Amendment, Modification, Suspension or Termination
    
    
    148.5
    
    
    Governing Law
    
    
    158.6
    
    
    Receipt or Release
    
    
    158.7
    
    
    Payments on Behalf of Persons Under Incapacity
    
    
    158.8
    
    
    Limitation of Rights and Employment Relationship
    
    
    158.9
    
    
    Headings
    
    
    15
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THE CORPORATE EXECUTIVE BOARD   DEFERRED COMPENSATION PLAN
  ARTICLE I
 TITLE AND DEFINITIONS
 Definitions.




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-3-




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ARTICLE II
 PARTICIPATION
  ARTICLE III
 DEFERRAL ELECTIONS
 Elections to Defer Compensation.
 Initial Election Period
 -4-




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General Rule
 Duration of Compensation Deferral Election
 Elections other than Elections during the Initial Election Period -5-
      Investment Elections.
   ARTICLE IV
 DEFERRAL ACCOUNTS AND TRUST FUNDING
 Deferral Accounts.
   -6-
      Company Contribution Account.
    Trust Funding.
  -7-
      ARTICLE V
 VESTING
  ARTICLE VI
 DISTRIBUTIONS
 Distribution of Deferred Compensation and Discretionary Company
Contributions.
 Distribution Not Due To Scheduled Withdrawal Date
   -8-
         Distribution Due To Scheduled Withdrawal Date
 Distribution for Termination of Employment due to Death.
 Post-Termination Death Benefit
 -9-




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Hardship Distribution.
     Inability to Locate Participant.
  ARTICLE VII
 ADMINISTRATION
 Committee.
  Committee Action.
  -10-




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Powers and Duties of the Committee.
          Construction and Interpretation.
  Information.
  -11-




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Compensation, Expenses and Indemnity.
    Quarterly Statements.
  Disputes.
 Claim
  Claim Decision
   -12-




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Request For Review




Review of Decision




ARTICLE VIII


MISCELLANEOUS


Unsecured General Creditor.




Restriction Against Assignment.


-13-




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Withholding.




Amendment, Modification, Suspension or Termination.


-14-




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Governing Law.
  Receipt or Release.
  Payments on Behalf of Persons Under Incapacity.
  Limitation of Rights and Employment Relationship.
  Headings.
  -15-




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EXHIBIT A
    A-1